2013-11-07 08:00:27 CET

2013-11-07 08:02:30 CET


REGULATED INFORMATION

English
Talvivaaran Kaivososakeyhtiö Oyj - Quarterly report

Talvivaara Mining Company Interim Report for January-September 2013


Stock Exchange Release
Talvivaara Mining Company Plc
7 November 2013


      Talvivaara Mining Company Interim Report for January-September 2013

  Focus on liquidity due to weak nickel price and prolonged impact of water on
                                   production
     Fundamentals for production recovery in place - new ore leaching well

Highlights

Q3 2013
  * Nickel production of 2,595t and zinc production of 5,645t, up 46% and 26%,
    respectively, from Q2 2013
  * Net sales of EUR 24.4m, reflecting depressed nickel price and still modest
    production volumes
  * Operating loss of EUR (29.2)m
  * Production continued to be impacted by low metal grades in leach solution
    due to prolonged effect of excess water in the older heaps
  * Leaching of new ore stacked since the re-start of mining in May proceeded in
    line with best heaps historically
  * Mining and materials handling operations continued at record volumes; new
    heap section completed in September
  * A scheduled maintenance stoppage to remove bottlenecks from the metals
    recovery plant successfully executed in September
  * Darin Cooper appointed COO from 16 September
  * Company-wide efficiency and productivity programme continued with targeted
    cash flow effect of
    EUR 100m by July 2014


Q1-Q3 2013
  * Nickel production of 7,103t and zinc production of 13,239t
  * Net sales of EUR 65.0m
  * Operating loss of EUR (73.1)m


Events after the reporting period
-Good operational progress with new monthly record in mining, crushing and
stacking of new ore at 1.7Mt in October; continued good leaching of new heaps in
line with best heaps historically

-Closed circuit of process waters achieved as a result of successful
commissioning of reverse osmosis water purification plants to full capacity; raw
water intake to the metals recovery plant discontinued under normal operating
conditions

Liquidity position

On 10 October 2013, Talvivaara announced that, as the market price of nickel had
declined by more than 20 per cent. since the first quarter of 2013 and as
Talvivaara's production had continued to be impacted by the prolonged effects of
excess water on older ore heaps, Talvivaara's liquidity position had weakened
more than anticipated.

Talvivaara is currently in advanced discussions with certain stakeholders
concerning a financing solution that would address Talvivaara's current
liquidity needs. Although there can be no assurance that such additional
financing will be obtained, the relevant parties are working towards a
definitive agreement in an expeditious manner.

The financial information included in this interim report has been prepared on
the basis that Talvivaara will obtain such additional financing and continue
operating on a going concern basis, in part, in reliance on such financing. If
such additional financing is not obtained, the Board of Directors of Talvivaara
will consider other alternatives available to Talvivaara, including filing for a
corporate restructuring or bankruptcy.



Key figures

-------------------------------------------------------------------------------
 EUR million                                 Q3     Q3    Q1-Q3   Q1-Q3      FY
                                           2013   2012     2013    2012    2012
-------------------------------------------------------------------------------
 Net sales                                 24.4   44.8     65.0   117.3   142.9
-------------------------------------------------------------------------------
 Operating profit (loss)                 (29.2)  (4.3)   (73.1)  (26.6)  (83.6)
-------------------------------------------------------------------------------
       % of net sales                  (120.0%) (9.6%) (112.5%) (22.7%) (58.5%)
-------------------------------------------------------------------------------
 Profit (loss) for the period            (29.2) (12.1)   (80.7)  (44.5) (103.9)
-------------------------------------------------------------------------------
 Earnings per share, EUR                 (0.02) (0.05)   (0.07)  (0.16)  (0.38)
-------------------------------------------------------------------------------
 Equity-to-assets ratio                   35.4%  28.0%    35.4%   28.0%   24.3%
-------------------------------------------------------------------------------
 Net interest bearing debt                463.6  514.6    463.6   514.6   563.8
-------------------------------------------------------------------------------
 Debt-to-equity ratio                     97.5% 140.6%    97.5%  140.6%  183.3%
-------------------------------------------------------------------------------
 Capital expenditure                       20.6   32.5     53.2    67.9    97.5
-------------------------------------------------------------------------------
 Cash and cash equivalents at the end      46.5   87.3     46.5    87.3    36.1
 of the period
-------------------------------------------------------------------------------
 Number of employees at the end of the      584    551      584     551     588
 period
-------------------------------------------------------------------------------
All reported figures in this release are unaudited.


CEO  Pekka Perä comments: The past quarter  was a challenging period for us, but
at the same it was operationally very promising. Since the re-start of mining in
mid-May,  ore  production  and  materials  handling operations have continued at
record  levels. Leaching of  newly stacked ore  has also progressed  well. A new
primary  heap section was completed in September,  and by the end of October the
entire  heap was producing  metals according to  plan and in  line with our best
ever  heaps. Our nickel production increased  by 46% and zinc production by 26%
from the previous quarter, indicating that the worst is now over and we can look
forward to continued improvement in our production volumes in the coming months.

Excess  water  has  continued  to  impact  the leaching performance of our older
heaps,  reducing the  metal grades  in solution  both through  dilution and poor
reactivity.  The relative significance of this  issue will diminish over time as
the  older heaps  are replaced  by new  ones, but  during the third quarter, our
production  still continued to suffer from this. In September, we also lost some
production  due to a planned maintenance  stoppage, during which we successfully
removed bottlenecks to allow increased flow rates through the plant.

Whilst  our production  volumes improved  during the  third quarter,  they still
remained  modest. This, together with the  remarkably low nickel price, weakened
our  financial results significantly. However, we believe this to be a temporary
situation.  Whilst  we  cannot  influence  metal  prices,  we  are improving our
operations  and we expect to produce more metals  in the second half of the year
than  we did in  the first, although  our short term  production planning may in
part  be driven by cash optimization rather than production volume maximization.
In  October, we  achieved a  new monthly  record in  ore production,  which also
speaks for our ability to continue ramping up towards full production.

As we announced in October, the persistently weak nickel price and the prolonged
effect  of  excess  water  on  our  production  volumes  have contributed to our
liquidity  position weakening more  than anticipated over  the recent months. We
have  put considerable effort into securing sufficient funding to get us through
this  difficult period, and  I am satisfied  we are now  in advanced discussions
with  our  stakeholder  concerning  a  financing  solution  that  would  address
Talvivaara's current liquidity needs.

Our  personnel has worked under considerable  pressure during the recent months,
but  nevertheless performed phenomenally despite  the challenging situation. Our
aim  is to  demonstrate that  our bioheapleaching  technology and operations can
deliver sustainable and profitable production on a consistent basis.


Enquiries:

Talvivaara Mining Company Plc. Tel. +358 20 712 9800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

College Hill Tel. +44 20 7457 2020
David Simonson
Anca Spiridon


Webcast and conference call on 7 November 2013 at 2:00 pm EET / 12:00 pm GMT

A combined webcast and conference call on the January-September 2013 Interim
Result will be held on
7 August 2013 at 2:00 pm EET / 12:00 pm GMT. The call will be held in English.

The webcast can be accessed through the following link:

http://qsb.webcast.fi/t/talvivaara/talvivaara_2013_1107_q3/


A conference call facility will be available for a Q&A with senior management
following the presentation.

Participant - Finland: +358 (0)9 2313 9201
Participant - UK: +44 (0)20 7162 0077
Participant - US: +1 334 323 6201

Conference ID: 937163
The webcast will also be available for viewing on the Talvivaara website shortly
after the event.



Financial review

Q3 2013 (July - September)

Net sales and financial result

Talvivaara's  net sales for  nickel and cobalt  deliveries to Norilsk Nickel and
for  zinc  deliveries  to  Nyrstar  during  the quarter ended 30 September 2013
amounted  to  EUR  24.4 million  (Q3  2012: EUR  44.8 million).  The  net  sales
increased  by 87% compared  to Q2  2013 primarily due  to an  increase of 51% in
nickel  deliveries  and  an  increase  of  239% in zinc deliveries. However, the
increase  in product deliveries  was partially offset  by the nickel price which
remained weak throughout the quarter. The product deliveries in Q3 2013 amounted
to 2,646 tonnes of nickel, 88 tonnes of cobalt and 7,062 tonnes of zinc.

Changes  in inventories of finished  goods and work in  progress amounted to EUR
18.1 million  (Q3 2012: EUR 10.4 million) and included an impairment of EUR 1.0
million based on the anticipated metals prices and the Group's profit generating
capability in the near term.

Operating  loss for Q3 2013 was EUR (29.2) million (Q3 2012: EUR (4.3) million),
corresponding  to an operating margin of (120.0%) (Q3 2012: (9.6%)).  During the
period,  materials and  services amounted  to EUR  (32.3) million  (Q3 2012: EUR
(29.3) million) and other operating expenses to EUR (18.3) million (Q3 2012: EUR
(13.9)  million). Materials and services  and other operating expenses increased
by  59% compared to Q2  2013. The largest cost  items were production chemicals,
external  services,  electricity  and  maintenance.  Low  metal  grades in leach
solution  decreased  the  chemicals  efficiency  in  Q3  2013, and treatment and
discharge  of  excess  waters  from  the  mine  area  also  continued  to have a
significant  cost impact.  Furthermore, the  efforts to  reverse the  effects of
excess water in the older heaps have impacted the operating result.

Loss  for  the  quarter  amounted  to  EUR  (29.2)  million (Q3 2012: EUR (12.1)
million).

Balance sheet and financing

Capital  expenditure during the third  quarter of 2013 totalled EUR 20.6 million
(Q3  2012: EUR  32.5 million).  The  expenditure  related  primarily  to uranium
extraction circuit and the construction of secondary leaching areas.

Q1-Q3 2013 (January-September)

Net sales and financial result

Talvivaara's  net sales for  nickel and cobalt  deliveries to Norilsk Nickel and
for  zinc deliveries to Nyrstar during  the nine month period ended 30 September
2013 amounted  to EUR 65.0 million  (Q1-Q3 2012: EUR 117.3 million).  Throughout
the  year nickel  production has  suffered from  the prolonged effects of excess
water  on  the  older  heaps  and  consequent  low nickel concentration in leach
solution. In addition, zinc production was impacted in the early part of 2013 by
poor   recoveries  at  the  metals  recovery  plant  resulting  from  a  process
modification  that proved  unsuccessful and  has since  been reversed.  Owing to
these factors the product deliveries in Q1-Q3 2013 only amounted to 7,148 tonnes
of  nickel, 243 tonnes of cobalt and  11,359 tonnes of zinc (Q1-Q3 2012: 10,457
tonnes of nickel, 285 tonnes of cobalt, 21,078 tonnes of zinc).

The  Group's other operating income amounted to EUR 1.4 million (Q1-Q3 2012: EUR
4.0 million) and came mainly from indemnities on property damages.

Changes  in inventories of finished  goods and work in  progress amounted to EUR
41.3 million  (Q1-Q3 2012: EUR 56.7 million). Due to a temporary discontinuation
of  mining and crushing  operations, no new  ore was stacked  during Q1 2013 and
part  of Q2 2013. Consequently the work in progress grew less than during normal
operations  during the first  half of 2013. Ore  production was successfully re-
commenced  in  May  and  has  since  proceeded  according  to  plan.  Due to the
prevailing  low  nickel  prices  and  the  Group's anticipated profit generating
capability  in  the  near  term,  an  impairment  of  EUR  4.8 million  has been
recognized in the inventories of finished goods and work in progress in January-
September 2013.

Employee benefit expenses were EUR (23.1) million in Q1-Q3 2013 (Q1-Q3 2012: EUR
(20.7)  million).  The  increase  was  attributable  to  the increased number of
personnel.  The  increase  was  partially  offset  by  temporary lay-offs, which
Talvivaara  started  in  February  2013 and  ended  in  April  2013, and the co-
operation  consultations concluded in August 2013 and resulting in the reduction
of 68 jobs through retirement or terminations of employment.

Operating  loss for  Q1-Q3 2013 was  EUR (73.1)  million (Q1-Q3 2012: EUR (26.6)
million.  Materials and  services were  EUR (74.1)  million in Q1-Q3 2013 (Q1-Q3
2012: EUR  (97.8) million) and other operating  expenses were EUR (43.6) million
(Q1-Q3  2012: EUR  (47.8)  million).  The  largest  cost  items  were production
chemicals,  external  services  and  electricity.  Mining and materials handling
costs  were lower than in 2012 during Q1-Q3 2013 due to the temporary suspension
of ore mining. In metals recovery, the unit production costs per tonne of nickel
produced were significantly higher than the year before due to inefficiencies in
chemicals consumption caused by low metals grades in feed solution. In addition,
the  costs  of  neutralizing  the  excess  waters  in  process have affected the
operating result in Q1-Q3 2013.

Finance income for Q1-Q3 2013 was EUR 0.4 million (Q1-Q3 2012: EUR 2.1 million).
Finance costs of EUR (34.2) million (Q1-Q3 2012: EUR (34.1) million) were mainly
caused by interest and related financing expenses on borrowings.

Loss  for Q1-Q3 2013 and  the total comprehensive  income amounted to EUR (80.7)
million  (Q1-Q3 2012: EUR (44.5) million) reflecting the depressed nickel price,
lower  than anticipated level of product  deliveries, high cost of treatment and
discharge  of  excess  waters  and  reassessment  of  environmental  provisions.
Earnings per share were EUR (0.07) in Q1-Q3 2013 (Q1-Q3 2012: EUR (0.16)).

Balance sheet

Capital  expenditure in  Q1-Q3 2013 totalled  EUR 53.2 million  (Q1-Q3 2012: EUR
67.9 million).  The expenditure related primarily to water management structures
such  as  dams,  pipings,  pumps  and  water treatment ponds, uranium extraction
circuit  and  secondary  leaching.  On  the  consolidated statement of financial
position  as at  30 September 2013, property,  plant and  equipment totalled EUR
812.6 million (31 December 2012: EUR 809.5 million).

In the Group's assets, inventories amounted to EUR 344.1 million on 30 September
2013 (31 December 2012: EUR 297.8 million). The increase in inventories reflects
the  ramp-up of  production and  the consequent  increase in  the amount  of ore
stacked on heaps, valued at cost. The temporary suspension of ore mining reduced
the  rate  at  which  the  inventories  increased  during first half of 2013. In
addition, Talvivaara has recognized an impairment of EUR 3.6 million relating to
work  in  progress  and  an  impairment  of  EUR  1.3 million  relating  to  the
inventories  of finished goods on 30 September  2013 based on the Group's profit
generating  outlook  for  Q4  2013. However,  it  should  be  noted that work in
progress  added by the estimated costs  to complete production, i.e. operational
expenditure related to metals recovery, does not exceed the estimated revenue in
the long run.

Trade receivables amounted to EUR 21.5 million on 30 September 2013 (31 December
2012: EUR  32.2 million). Trade  receivables increased  by 139% compared  to the
previous quarter due to increased product deliveries.

On  30 September 2013, cash and  cash equivalents totalled  EUR 46.5 million (31
December 2012: EUR 36.1 million).


In equity and liabilities, the total equity amounted to EUR 475.3 million on 30
September  2013 (31  December  2012: EUR  306.8 million).  During  the reporting
period,  Talvivaara raised EUR  250.8 million, net of  transaction costs, from a
rights  issue completed  in April  2013. In addition,  interest cost of EUR 3.2
million of a perpetual capital loan has been capitalized in equity during 2013.

Provisions  decreased  from  EUR  27.5 million  on 31 December 2012 to EUR 16.7
million  at the end of September 2013. The costs related to Water Management and
Gypsum Pond Leakage of November 2012 amounted to EUR 14.9 million in Q1-Q3 2013
and  the corresponding provisions were de-recognised. Treatment and discharge of
excess  waters from the mine area  continued throughout the period, reducing the
water management related risk level whilst also allowing mining activities to be
re-started  and  subsequently  continued  according  to  plan.  During  Q3 2013
Talvivaara  has reviewed the provision related  to Water Management, Gypsum Pond
Leakage  and  Environmental  Restoration  and  recognized  additional provisions
amounting to EUR 4.6 million.


Borrowings  decreased from EUR  599.8 million on 31 December  2012 to EUR 510.0
million  at the  end of  September 2013. The  changes in borrowings during Q1-Q3
2013 mainly  related to the  repayment of Senior  Unsecured Convertible Bonds of
2008 and  termination of finance  lease contracts amounting  to EUR 7.5 million.
Total  advance payments as  at 30 September 2013 amounted  to EUR 287.3 million,
representing  an  increase  of  EUR  13.6 million  from EUR 273.7 million on 31
December 2012. During Q1-Q3 2013, Talvivaara received a total of EUR 7.4 million
in  advance payments from  Cameco Corporation based  on the amended uranium off-
take  agreement between the  companies and EUR  12.0 million in advance payments
from  Nyrstar based on the amendment agreement regarding the zinc in concentrate
streaming  agreement (see section  Financing), whilst the  advance payments from
Nyrstar was amortised by EUR 5.8 million as a result of zinc deliveries.

Total  equity and liabilities  as at 30 September  2013 amounted to EUR 1,340.9
million (31 December 2012: EUR 1,260.8 million).

Financing

On  12 February 2013 Talvivaara Sotkamo entered into an amendment agreement with
Cameco  concerning  the  uranium  take-in-kind  agreement  pursuant to which the
amount  of the up-front investment  that Cameco is to  pay to Talvivaara Sotkamo
for the construction of the uranium extraction facility was increased by USD 10
million  to  USD  70 million.   In  addition,  the duration of the agreement was
extended   to   31 December   2017 and  commercial  terms  revised  accordingly.
Talvivaara received the additional up-front investment in February 2013.

On 14 February 2013, Talvivaara Sotkamo entered into an amendment agreement with
Nyrstar  regarding the zinc in concentrate streaming agreement pursuant to which
Nyrstar  made an  additional up-front  payment of  EUR 12 million  to Talvivaara
Sotkamo  in return for Talvivaara Sotkamo agreeing not to charge Nyrstar the EUR
350 per tonne extraction and processing fee on the next 38,000 tonnes of zinc in
concentrate  delivered  to  Nyrstar  as  was  agreed  in  the  original  zinc in
concentrate  streaming agreement. The up-front  payment was received in February
2013. As  at 30 September, 11,359 tonnes of zinc  had been delivered towards the
38,000 tonnes commitment agreed in the amendment agreement.

On  8 March 2013 an Extraordinary  General Meeting of  Talvivaara Mining Company
resolved  to approve  the proposal  by the  Board of  Directors to authorise the
Board  of Directors to undertake a share issue for consideration pursuant to the
shareholders'  pre-emptive subscription right. The  share issue was finalised in
April  and  all  1,633,857,840 new  shares  offered  in  the  rights  issue were
subscribed  for. The gross  proceeds amounted to  approximately EUR 261 million.
Total  number of shares in Talvivaara Mining Company increased to 1,906,167,480
shares.

On  20 May  2013, Talvivaara  completed  the  repayment  of its Senior Unsecured
Convertible Bonds of 2008. The remaining convertible bonds amounted to EUR 76.9
million and the repayment was made according to the terms.

Production review

Metals production

Talvivaara  produced 2,595t of nickel and 5,645t of zinc in Q3 2013. In January-
September  2013, nickel  production  amounted  to  7,103t and zinc production to
13,239t. Metals production continued to be impacted by low metal grades in leach
solution. However, the average feed flow to the metals recovery plant during Q3,
excluding scheduled maintenance, was 1,375 m3/h, which is a new quarterly record
and  indicates  continued  improvement  in  plant  availability  and  production
stability.

A  scheduled maintenance break at the metals  recovery plant was held at the end
of  September with  a total  stoppage time  of seven  days. The  maintenance was
primarily  designed to remove bottlenecks from the plant and it was successfully
executed  to allow  feed flow  rates of  up to 1,750m3/h following the stoppage.
Other  works carried  out during  the break  included e.g.  reactor maintenance,
scheduled inspection  of thickeners, cleaning of vent gas scrubbers and doubling
of  the  critical  process  automation  stations  in  order  to  increase  plant
availability.

In  the plant operation, focus has  remained on improving chemical efficiency as
part of the broader efficiency and productivity programme.

Ore production

Ore  production  during  the  quarter  amounted  to  4.1Mt. The amount of nickel
stacked  during the  period was  approximately 11,000t, which  exceeds the 2012
quarterly  average of 7,000t by 57%. The increase  is both a result of increased
tonnages  of ore  production and  of improved  grade control. The average nickel
grade of the ore stacked in Q3 was 0.27%.

Bioheapleaching

The  excess  water  in  the  heaps  stacked  prior to the shut-down of mining in
September   2012 has  diluted  metal  grades  in  leach  solution,  reduced  the
efficiency of aeration, slowed down the leaching reactions and impacted the rate
of  evaporation throughout the  current year. Efforts  to reverse the effects of
excess  water continued through the third quarter and resulted in the release of
substantial amounts of solution from the older heaps. Consequently, aeration has
become  more efficient  and signs  of increasing  reactivity in  these heaps are
emerging.  The rate of improvement has, however, remained below expectations and
resulted  in the leach solutions remaining diluted throughout the third quarter.
The  nickel grade in solution pumped  to metals recovery averaged 1.0 g/l during
the quarter, reflecting the subdued performance of the older heaps.

Improved  metal grades in leach  solution are expected to  be seen in the fourth
quarter  as a result of the newly stacked primary heap 4 coming into production.
Stacking  of  this  heap  was  completed  in  the beginning of September and its
leaching  has progressed  well as  a result  of efficient  aeration, appropriate
water  balance and careful  maintenance. Leach solution  temperature remained at
around 45°C through then end of the quarter despite the seasonal drop in ambient
temperature.

Following  the completion of heap 4, stacking of a new round of heap 1 commenced
in  early September and has  progressed according to plan.  This heap section is
anticipated  to be completed at around the year-end and to start contributing to
metals production in the middle of the first quarter of 2014.

Production key figures

------------------------------------------------------------------
                                     Q3    Q3  Q1-Q3  Q1-Q3     FY
                                   2013  2012   2013   2012   2012
------------------------------------------------------------------
 Mining
------------------------------------------------------------------
      Ore production       Mt       4.1   2.6    5.8    8.7    8.7
------------------------------------------------------------------
      Waste production     Mt       1.2   1.5    2.1    4.1    5.3
------------------------------------------------------------------
 Materials handling
------------------------------------------------------------------
      Stacked ore          Mt       4.1   2.6    5.8    8.7    8.7
------------------------------------------------------------------
 Bioheapleaching
------------------------------------------------------------------
      Ore under leaching   Mt      50.2  44.3   50.2   44.3   44.3
------------------------------------------------------------------
 Metals recovery
------------------------------------------------------------------
      Nickel metal content Tonnes 2,595 4,030  7,103 10,598 12,916
------------------------------------------------------------------
      Zinc metal content   Tonnes 5,645 7,184 13,239 21,760 25,867
------------------------------------------------------------------


Efficiency and productivity programme

Talvivaara  is committed to a broad efficiency and productivity programme, which
was  launched in June 2013 and targets at  achieving a EUR 100 million cash flow
effect from savings and productivity improvements within 12 months.

The  programme commenced with an intensive five-week diagnostics phase which was
completed  in early July. Approximately 30 initiatives to enhance efficiency and
productivity  were identified and  are now being  implemented. These consist of,
among  others,  improving  the  leaching  performance of existing heaps, further
optimizing  the production throughput  and chemicals usage  of the metals plant,
working  capital  management,  capital  expenditure  cuts,  sale of certain non-
operational  assets  and  financing  elements.  The  co-operation  consultations
concluded in August 2013 also formed a part of the programme.

The  efficiency and productivity  programme is headed  by COO Darin Cooper since
16 September and is proceeding according to plan.


Sustainable development, safety and permitting

Safety

Talvivaara's  goal is  a safe  and healthy  working environment, and the Company
continued  to develop its safety culture based  on a zero accident philosophy. A
company-wide  evaluation  and  training  project  focusing on safety culture and
process safety was commenced in September.

At  the end  of the  third quarter,  the injury  frequency among  the Talvivaara
personnel  was 26.5 lost  time injuries/million  working hours  on a rolling 12
month basis (30 September 2012: 13.2 lost time injuries/million working hours).

Environment

In environmental management, Talvivaara's primary focus during the third quarter
continued  to be on water balance. Treatment and discharge of excess waters from
the  mine area continued throughout the  period. However, the discharge rate was
limited  by  the  reference  flow  in  the  Kalliojoki river, which remained low
throughout  the quarter. At the end of  September, the water balance overall was
at  an  acceptable  level,  but  the  discharge rate limitation had particularly
hindered  Talvivaara's ability to empty gypsum pond sections 5 and 6 from excess
water.

The   quality  of  discharged  waters  has  remained  at  planned  levels,  with
environmental  impact, if any,  anticipated to be  mainly caused by the sulphate
content. The metal burden to the environment has remained limited.

Whilst  continuous improvement  work continues,  Talvivaara considers historical
hydrogen sulphide (odour) and dust emissions to have been largely resolved. Only
isolated  complaints have been  received from neighbouring  residents during the
first nine months of 2013.

Talvivaara  places significant emphasis on  timely and transparent communication
on  environmental matters with the neighbouring communities and other interested
stakeholders.  The locally focused  Finnish language website www.paikanpaalla.fi
continued  to be successfully used for  the delivery of locally relevant, timely
information and for interaction with interested stakeholders.

Permitting

On  31 May  2013, the  Northern  Finland  Regional  State  Administrative Agency
("AVI")  granted Talvivaara an  environmental permit decision  relating to water
discharges. The permit decision removed the volume quota on water discharges and
amended  restrictions  based  on  the  amount  of  contaminants.  Instead of the
previous  volume quota,  the new  permit decision  restricts the water discharge
flow  rate on  the basis  of the  prevailing flow  rate in the nearby Kalliojoki
river  at  any  given  time.  Talvivaara  has  submitted  an appeal to the Vaasa
Administrative  Court with  respect to  the flow  rate restriction in the permit
decision,  as  the  Company  considers  this  permit  condition to unnecessarily
restrict  its ability to remove purified excess waters from the area and thereby
reduce the environmental risk level. As at 30 September 2013, no response to the
appeal had been obtained.

The  environmental permit decision  of 31 May 2013 also  ruled that excess water
from  the gypsum  pond sections  5 and 6 should  be removed by 31 October 2013.
Because  of the  discharge rate  restriction tied  to the Kalliojoki river flow,
this  target was not achievable  and Talvivaara has applied  for an extension to
this time limit from the Vaasa Administrative Court and AVI. After the reporting
period,  in October 2013, the Vaasa Administrative  Court gave an interim ruling
whereby  the  deadline  was  postponed  until  31 December 2013. AVI has not yet
responded to the Company's application to extend the time limit for pond section
5 until  the end of January 2014, and for pond section 6 until the end of August
2014.

Talvivaara's  existing environmental permit  is currently being  renewed under a
standard  process. Decision on the  permit by AVI is  expected before the end of
2013. The environmental permit application for the planned uranium extraction is
also  being processed by AVI  and a decision on  it is similarly expected by the
year-end.


Business development and commercial arrangements

Planned uranium extraction and uranium off-take agreement with Cameco

Talvivaara  is preparing  for the  recovery of  uranium as  a by-product  of the
Company's  existing operations. Uranium occurs naturally in small concentrations
in  the  Talvivaara  area  and  leaches  into  the  process  solution along with
Talvivaara's  other  products.  Annual  uranium  production  is estimated at ca.
350tU (ca. 770,000 pounds), corresponding to approximately 410t (900,000 pounds)
of  yellow cake  (UO(4)). Talvivaara's  entire uranium  production will  be sold
under a long-term agreement to Cameco.

The  uranium recovery  facility is  essentially completed,  and commissioning is
expected to start soon following the receipt of the remaining required permits.

Risk management and key risks

In  line  with  current  corporate  governance  guidelines  on  risk management,
Talvivaara carries out an on-going process endorsed by the Board of Directors to
identify  risks, measure their impact  against certain assumptions and implement
the necessary proactive steps to manage these risks.

Talvivaara's  operations  are  affected  by  various  risks common to the mining
industry,  such as  risks relating  to the  development of  Talvivaara's mineral
deposits,  estimates  of  reserves  and  resources,  infrastructure  risks,  and
volatility  of commodity prices. There are also risks related to counterparties,
currency  exchange ratios, management and control systems, historical losses and
uncertainties  about the future  profitability of Talvivaara,  dependence on key
personnel,   effect   of  laws,  governmental  regulations  and  related  costs,
environmental  hazards, and risks related to Talvivaara's mining concessions and
permits.

In  the short  term, Talvivaara's  key operational  risks continue  to relate to
water  management and the on-going ramp-up  of operations. While the Company has
demonstrated  that all of its  production processes work and  can be operated on
industrial scale, the rate of ramp-up is still subject to risk factors including
the time required to reach a sustainable level of water balance, reliability and
sustainable capacity of production equipment, and eventual speed of leaching and
rates  of  metals  recovery  in  bioheapleaching.  In  addition,  there  may  be
production  and ramp-up related  risks that are  currently unknown or beyond the
Company's control.

The  market price of nickel has historically  been volatile and in the Company's
view  this is likely to persist, driven  by shifts in the supply-demand balance,
macroeconomic  indicators  and  variations  in  currency exchange ratios. Nickel
sales  currently represent close to 90% of the Company's revenues and variations
in  the  nickel  price  therefore  have  a  direct  and  significant  effect  on
Talvivaara's  financial result  and economic  viability. Talvivaara  is unhedged
against  variations  in  metal  prices.  Full  or substantially full exposure to
nickel  prices  is  in  line  with  Talvivaara's  strategy  and supported by the
Company's  view that it can operate the  Talvivaara mine, once it has been fully
ramped up, profitably also during the lows of commodity price cycles.

Talvivaara's  revenues are almost entirely in US dollars, whilst the majority of
the  Company's costs are  incurred in Euro.  Potential strengthening of the Euro
against  the US dollar could thus have a material adverse effect on the business
and financial condition of the Company. Talvivaara hedges its exposure to the US
dollar  on a case by case basis with  the aim of limiting the adverse effects of
US dollar weakness as considered justified from time to time.

Liquidity and refinancing risks may arise as a result of the Company's inability
to  produce sufficient  volumes of  its saleable  products, particularly nickel,
unexpected  increase in production  costs, and sudden  or substantial changes in
the  prices of commodities or currency exchange rates. Recent weakness in nickel
price and production difficulties stemming from water balance issues since 2012
have   resulted   in  the  Company's  liquidity  position  weakening  more  than
anticipated.  As  a  result,  the  Company  is  undertaking an assessment of all
available  funding options to  secure its financial  and operational flexibility
and a sufficient level of liquidity going forward.

Talvivaara  has continued to  recognise deferred tax  assets on its consolidated
balance  sheet in 2013 and the  amount of deferred tax  assets recognized on tax
loss  carryforwards as  at 30 September  2013 amounted to  EUR 136.5 million (31
December  2012: EUR 103.8 million).  During the  reporting period the management
has  reviewed  the  past  operational  challenges  which  have led to lower than
expected production and profitability levels at Talvivaara mine.
If  Talvivaara generates future taxable profits  lower than those assumed by the
management in determining the amounts of the recognized deferred tax assets, the
assets  may become impaired, either in part or in full. Accordingly, the amounts
recognized  on the balance sheet could be reversed through profit and loss. This
could  have  a  material  adverse  effect  on  Talvivaara's  business, financial
condition and results of operations.
Due  to the historical losses of the mine  project and the delays in the ramp-up
process, the management will review the amount of deferred tax assets recognized
on  tax  loss  carryforwards  during  the  last  quarter  of  2013. However, the
management  continues to  be confident  that the  Group can  generate sufficient
taxable  profits  so  that  all  deferred  tax  assets  canl  be utilized in the
foreseeable future.

Personnel and management

The  number of personnel employed by  the Group on 30 September 2013 was 584 (Q3
2012: 551). Wages  and  salaries  paid  during  the three months to 30 September
2013 totalled  EUR 6.3 million  (Q3 2012: EUR  4.8 million). Wages  and salaries
paid  during the nine months to 30 September 2013 totalled EUR 19.1 million (Q1-
Q3 2012: EUR 17.1 million).

In  the third  quarter, Talvivaara  conducted co-operation  consultations, which
were  concluded  in  August  and  reduced  the number of personnel by 68 through
terminations of employment and retirement, and by further 96 employees through a
decision not to renew temporary contracts.

On  28 August 2013, Talvivaara announced changes  in its management to reinforce
and  achieve the Company's operational and  financial targets. Mr. Darin Cooper,
BEng,  Metallurgy and MBA  (British citizen, born  in 1967), was appointed Chief
Operating  Officer and a member of  the Company's Executive Committee. Following
the changes, the members of Talvivaara's Executive Committee are CEO Pekka Perä,
Deputy  CEO and Chief Financial  Officer Saila Miettinen-Lähde, Chief Commercial
Officer  Pekka  Erkinheimo,  Chief  Sustainability  Officer Eeva Ruokonen, Chief
Human Resources Officer Maija Kaski, Chief Operating Officer Darin Cooper, Chief
Metals Production Officer Pertti Pekkala and Chief Mining Officer Kari Vyhtinen.

In  addition  to  the  Executive  Committee,  CEO  Pekka Perä set up a Technical
Executive  Committee consisting of  himself, Darin Cooper,  Pertti Pekkala, Kari
Vyhtinen and Senior Vice President - Projects Lassi Lammassaari.

Shares and shareholders

The  number of  shares issued  and outstanding  and registered  on the Euroclear
Shareholder  Register as  of 30 September  2013 was 1,906,167,480. Including the
effect  of  the  EUR  225 million  convertible  bond of 16 December 2010 and the
Option  Schemes of  2007 and 2011, the  authorised full  number of shares of the
Company amounted to 2,041,901,379.

The  share subscription period for stock options 2007A was between 1 April 2010
and  31 March 2012. By the end of the  subscription period a total of 2,279,373
Talvivaara  Mining  Company's  new  shares  were  subscribed for under the stock
option  rights  2007A. A  total  of  53,727 stock  option  rights 2007A remained
unexercised following the end of the subscription period and expired.

After the adjustments to terms and conditions of the 2007 stock options in April
2013, a  total of 16,289,000 option  rights 2007C have been  issued to employees
and  the subscription period for stock options 2007C is between 1 April 2012 and
31 March  2014. No new shares of Talvivaara  were subscribed for under the stock
option  rights 2007C in Q3  2013 and a total  of 16,289,000 stock options 2007C
remain unexercised.

After the adjustments to terms and conditions of the 2011 stock options in April
2013, a total of 9,432,500 option rights 2011B have been issued to key employees
and  the subscription period for stock options 2011B is between 1 April 2015 and
31 March 2017. A total of 9,432,500 stock options 2011B remain unexercised.

In  March  2013 an  Extraordinary  General  Meeting of Talvivaara Mining Company
resolved  to approve  the proposal  by the  Board of  Directors to authorise the
Board  of Directors to undertake a share issue for consideration pursuant to the
shareholders'  pre-emptive subscription rights. The share issue was completed in
April  2013 and  the  total  number  of  shares in Talvivaara Mining Company Plc
increased to 1,906,167,480 shares.

As  at 30 September 2013, the  shareholders who held  more than 5% of the shares
and votes of Talvivaara were Solidium Oy (16.7%) and Pekka Perä (6.5%).

Events after the review period

Liquidity position
On 10 October 2013, Talvivaara announced that, as the market price of nickel had
declined  by  more  than  20 per  cent.  since  the first quarter of 2013 and as
Talvivaara's production had continued to be impacted by the prolonged effects of
excess  water on older  ore heaps, Talvivaara's  liquidity position had weakened
more than anticipated.

Talvivaara is currently in advanced discussions with certain stakeholders
concerning a financing solution that would address Talvivaara's current
liquidity needs. Although there can be no assurance that such additional
financing will be obtained, the relevant parties are working towards a
definitive agreement in an expeditious manner.

The financial information included in this interim report has been prepared on
the basis that Talvivaara will obtain such additional financing and continue
operating on a going concern basis, in part, in reliance on such financing. If
such additional financing is not obtained, the Board of Directors of Talvivaara
will consider other alternatives available to Talvivaara, including filing for a
corporate restructuring or bankruptcy.
.

Continued improvement in operations
Talvivaara's  mining  and  materials  handling  operations  reached  an all-time
monthly record of 1.7Mt of ore processed in October.

Leaching  of the ore stacked  since the re-commencement of  mining in mid-May is
progressing  in line with the best  historical heaps, from which nickel recovery
in  excess  of  70% in  approximately  18-20 months  has  been obtained. All key
leaching  parameters, including the development of  metal grades in solution and
solution  temperatures,  indicate  good  performance  of  the new heaps, and the
entire  primary  heap  section  4 had  started  producing  metals  by the end of
October.

Closed  circuit  of  process  waters  was  achieved  in  October  as a result of
successful  commissioning of reverse  osmosis water purification  plants to full
capacity.  Subsequently the  raw water  intake to  the metals recovery plant has
discontinued under normal operating conditions.

Short-term outlook

Operational outlook

All  production processes at  Talvivaara currently operate  well and the Company
anticipates its production volumes to gradually increase over the coming months,
as newly stacked ore on the primary heaps replaces the old heaps still suffering
from  the effects of excess water. In  the near term, Talvivaara anticipates its
H2 2013 nickel production to increase compared to the H1 2013 output of 4,508t.
However,  under  the  prevailing  market  conditions, the Company also considers
production  planning measures that  emphasize short term  cash flow optimization
over maximization of production volumes.

Market outlook

Nickel  price has been  under significant pressure  throughout most of 2013. The
LME  nickel price declined from a  level of USD 18,000-19,000/t in early 2013 to
below  USD 14,000/t in the  summer, and the  depressed price level has persisted
through  the  current  autumn.  In  the  short  term,  concerns  over the global
macroeconomic growth outlook, stainless steel utilisation rates and the build-up
of  global  nickel  inventories  are  likely  to continue weighing on the nickel
price.  On the other  hand, the prevailing  price level is  materially below the
marginal  cost of  production for  a large  part of  the nickel mining industry,
which  is likely to result in an increasing number of supply restrictions in the
absence  of a noticeable price correction. The planned introduction of an export
ban  to nickel pig  iron ore from  Indonesia from the  beginning of 2014 may, if
successfully  implemented, also  contribute to  positive price  development, but
given   the  current  high  inventory  levels  and  continuing  global  economic
uncertainty,  Talvivaara anticipates  the nickel  price upside  to be relatively
limited over the coming months.

7 November 2013

Talvivaara Mining Company Plc.
Board of Directors



 CONSOLIDATED INCOME STATEMENT

                                    Unaudited Unaudited Unaudited    Unaudited
                                        three     three      nine         nine
                                    months to months to months to    months to
 (all amounts in EUR '000)          30 Sep 13 30 Sep 12 30 Sep 13    30 Sep 12
                                   -------------------------------------------
 Net sales                             24,351    44,787    64,969      117,254

 Other operating income                   206     2,497     1,383        3,996

 Changes in inventories of finished
 goods and work in progress            18,060    10,367    41,322       56,689

 Materials and services              (32,312)  (29,317)  (74,052)     (97,791)

 Personnel expenses                   (7,641)   (5,863)  (23,137)     (20,662)

 Depreciation, amortization,
 depletion and impairment charges    (13,605)  (12,863)  (40,004)     (38,274)

 Other operating expenses            (18,286)  (13,888)  (43,554)     (47,793)
                                   -------------------------------------------
 Operating profit (loss)             (29,227)   (4,280)  (73,073)     (26,581)

 Finance income                            29       574       405        2,142

 Finance cost                         (9,423)  (12,338)  (34,151)     (34,083)
                                   -------------------------------------------
 Finance income (cost) (net)          (9,394)  (11,764)  (33,746)     (31,941)

 Profit (loss) before income tax     (38,621)  (16,044) (106,819)     (58,522)

 Income tax expense                     9,421     3 908    26,107       14,001
                                   -------------------------------------------
 Profit (loss) for the period        (29,200)  (12,136)  (80,712)     (44,521)
                                   -------------------------------------------
 Attributable to:

 Owners of the parent                (29,903)  (11,256)  (83,046)     (40,816)

 Non-controlling interest                 703     (880)     2,334      (3,705)       -------------------------------------------
                                     (29,200)  (12,136)  (80,712)     (44,521)
                                   -------------------------------------------
 Earnings per share for profit (loss) attributable to the owners of the parent
 (expressed in EUR per share)

 Basic and diluted                     (0.02)    (0.05)    (0,07)       (0.16)



 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                        Unaudited Unaudited Unaudited Unaudited
                                            three     three      nine      nine
                                        months to months to months to months to
 (all amounts in EUR '000)              30 Sep 13 30 Sep 12 30 Sep 13 30 Sep 12
                                       ----------------------------------------
 Profit (loss) for the period            (29,200)  (12,136)  (80,712)  (44,521)

 Other comprehensive income, net of tax         -         -         -         -
                                       ----------------------------------------
 Total comprehensive income              (29,200)  (12,136)  (80,712)  (44,521)
                                       ----------------------------------------
 Attributable to:

 Owners of the parent                    (29,903)  (11,256)  (83,046)  (40,816)

 Non-controlling interest                     703     (880)     2,334   (3,705)
                                       ----------------------------------------
                                         (29,200)  (12,136)  (80,712)  (44,521)
                                       ----------------------------------------


 CONSOLIDATED STATEMENT OF FINANCIAL POSITION

                                              Unaudited   Audited

 (all amounts in EUR '000)                    30 Sep 13 31 Dec 12

 ASSETS

 Non-current assets

 Property, plant and equipment                  812,561   809,452

 Biological assets                                8,423     9,125

 Intangible assets                                6,741     7,014

 Investments in associates                        6,710     5,694

 Deferred tax assets                             80,487    52,588

 Other receivables                                7,749     2,940

 Available-for-sale financial assets                  2         2

                                                922,673   886,815

 Current assets

 Inventories                                    344,073   297,761

 Trade receivables                               21,510    32,174

 Other receivables                                6,189     7,980

 Cash and cash equivalent                        46,463    36,058

                                                418,235   373,973

 Total assets                                 1,340,908 1,260,788

 EQUITY AND LIABILITIES

 Equity attributable to owners of the parent

 Share capital                                       80        80

 Share premium                                    8,086     8,086

 Other reserves                                 790,650   539,559

 Retained earnings                            (336,262) (251,365)

                                                462,554   296,360

 Non-controlling interest in equity              12,726    10,392

 Total equity                                   475,280   306,752

 Non-current liabilities

 Borrowings                                     421,906   506,028

 Advance payments                               271,101   265,847

 Other payables                                     260       228

 Provisions                                      10,696    11,290

                                                703,963   783,393

 Current liabilities

 Borrowings                                      88,133    93,793

 Advance payments                                16,202     7,857

 Trade payables                                  20,046    25,577

 Other payables                                  31,313    27,178

 Provisions                                       5,971    16,238

                                                161,665   170,643

 Total liabilities                              865,628   954,036

 Total equity and liabilities                 1,340,908 1,260,788



CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

A. Share capital
B. Share issue
C. Share premium
D. Invested unrestricted equity
E. Other reserves
F. Retained earnings
G. Total
H. Non-controlling interest
I. Total equity

 (all amounts in
 EUR '000)        A     B     C       D       E         F        G       H    I
-------------------------------------------------------------------------------
 1 Jan 12                                                                  322,
                 80   278 8,086 404,069  45,463 (151,129)  306,847  15,733  580

 Profit (loss)                                                             (44,
 for the period   -     -     -       -       -  (40,816) (40,816) (3,705) 521)

 Other
 comprehensive
 income

 - Other
 comprehensive                                                                -
 income           -     -     -       -       -         -        -       -
                ---------------------------------------------------------------
 Total
 comprehensive
 income                                                                    (44,
 for the period   -     -     -       -       -  (40,816) (40,816) (3,705) 521)

 Transactions
 with owners

 Stock options                                                               4,
                  - (278)     -   5,198       -         -    4,920       -  920

 Senior
 unsecured
 convertible
 bonds                                                                        (
 due 2013         -     -     -       -   (251)         -    (251)       - 251)

 Perpetual
 capital loan     -     -     -       -   2,353   (1,777)      576     109  685

                                                                            81,
 Share issue      -     -     -  81,481       -         -   81,481       -  481

 Incentive
 arrangement for
 Executive
 Management       -     -     -       -      71         -       71       -   71

 Employee share
 option scheme

 - value of
 employee                                                                    1,
 services         -     -     -       -   1,106         -    1,106       -  106
                ---------------------------------------------------------------
 Total
 contribution by
 and
 distribution                                                               88,
 to owners        - (278)     -  86,679   3,279   (1,777)   87,903     109  012

 Total
 transactions                                                               88,
 with owners      - (278)     -  86,679   3,279   (1,777)   87,903     109  012
                ---------------------------------------------------------------
 30 Sep 12                                                                 366,
                 80     - 8,086 490,748  48,742 (193,722)  353,934  12,137  071
                ---------------------------------------------------------------
 31 Dec 12                                                                 306,
                 80     - 8,086 490,749  48,810 (251,365)  296,360  10,392  752
                ---------------------------------------------------------------
 1 Jan 13                                                                  306,
                 80     - 8,086 490,749  48,810 (251,365)  296,360  10,392  752

 Profit (loss)                                                             (80,
 for the period   -     -     -       -       -  (83,046) (83,046)   2,334 712)

 Other
 comprehensive
 income

 - Other
 comprehensive
 income           -     -     -       -       -         -        -       -    -
                ---------------------------------------------------------------
 Total
 comprehensive
 income                                                                    (80,
 for the period   -     -     -       -       -  (83,046) (83,046)   2,334 712)

 Transactions
 with owners

 Senior
 unsecured
 convertible                                                                (2,
 bonds due 2013   -     -     -       - (2,417)         -  (2,417)       - 417)

 Perpetual
 capital loan     -     -     -       -   2,612   (1,851)      761       -  761

                                                                           250,
 Rights issue     -     -     - 250,827       -         -  250,827       -  827

 Incentive
 arrangement for
 Executive                                                                    (
 Management       -     -     -       -   (117)         -    (117)       - 117)

 Employee share
 option scheme

 - value of
 employee
 services         -     -     -       -     186         -      186       -  186
                ---------------------------------------------------------------
 Total
 contribution by
 and
 distribution to                                                           249,
 owners           -     -     - 250,827     264   (1,851)  249,240       -  240

 Total
 transactions                                                              249,
 with owners      -     -     - 250,827     264   (1,851)  249,240       -  240
                ---------------------------------------------------------------
 30 Sep 13                                                                 475,
                 80     - 8,086 741,576  49,074 (336,262)  462,554  12,726  280
                ---------------------------------------------------------------


 CONSOLIDATED STATEMENT OF CASH FLOWS

                                        Unaudited Unaudited Unaudited Unaudited
                                            three     three      nine      nine
                                        months to months to months to months to
 (all amounts in EUR '000)              30 Sep 13 30 Sep 12 30 Sep 13 30 Sep 12
                                       ----------------------------------------
 Cash flows from operating activities

 Profit (loss) for the period            (29,200)  (12,136)  (80,712)  (44,521)

 Adjustments for

 Tax                                      (9,421)   (3,908)  (26,107)  (14,001)

 Depreciation and amortization             13,605    12,863    40,004    38,274

 Other non-cash income and expenses         (415)   (7,302)  (20,246)  (19,339)

 Interest income                             (29)     (574)     (405)   (2,142)

 Fair value gains on financial assets
 at fair value through profit or loss           -      (11)         -      (16)

 Interest expense                           9,423    12,338    34,151    34,083
                                       ----------------------------------------
                                         (16,037)     1,270  (53,315)   (7,662)

 Change in working capital

 Decrease(+)/increase(-) in other
 receivables                             (10,446)   (5,656)     7,535    10,293

 Decrease (+)/increase (-) in
 inventories                             (18,740)  (11,361)  (49,947)  (61,491)

 Decrease(-)/increase(+) in trade and
 other payables                            14,307   (4,107)   (6,556)  (25,403)
                                       ----------------------------------------
 Change in working capital               (14,879)  (21,124)  (48,968)  (76,601)
                                       ----------------------------------------
                                         (30,916)  (19,854) (102,283)  (84 263)

 Interest and other finance cost paid     (1,895)     (844)  (18,537)  (13,375)

 Interest and other finance income           (41)       119       135       476

 Income taxes paid                              -         -      (12)         -
                                       ----------------------------------------
 Net cash generated (used) in operating
 activities                              (32,852)  (20,579) (120,697)  (97,162)

 Cash flows from investing activities

 Investments in associates                      -   (1,025)   (1,016)   (4,973)

 Purchases of property, plant and
 equipment                               (20,548)  (32,513)  (52,672)  (67,640)

 Purchases of biological assets              (17)         -     (262)         -

 Purchases of intangible assets               (9)      (19)     (221)     (213)

 Proceeds from sale of property, plant
 and equipment                                  -         -         -        18

 Proceeds from sale of biological
 assets                                        87        10       179       101
                                       ----------------------------------------
 Net cash generated (used) in investing
 activities                              (20,487)  (33,547)  (53,992)  (72,707)

 Cash flows from financing activities

 Proceeds from share issue net of
 transactions costs                             -      (30)   247,390    81,108

 Realised stock options                         -         -         -     4,920

 Related party investment in Talvivaara
 shares                                         -         -     (186)         -

 Proceeds from interest-bearing
 liabilities                                    -         -         -   130,000

 Proceeds from advance payments                 -    14,016    19,488    22,349

 Buy-back of convertible bonds                  -         -         -   (8,168)

 Payment of interest-bearing
 liabilities                              (1,338)   (1,289)  (81,598)  (13,053)
                                       ----------------------------------------
 Net cash generated (used) in financing
 activities                               (1,338)    12,697   185,094   217,156

 Net increase (decrease) in cash and
 cash equivalents                        (54,677)  (41,429)    10,405    47,287

 Cash and cash equivalents at beginning
 of the period                            101,140   128,735    36,058    40,019
                                       ----------------------------------------
 Cash and cash equivalents at end of
 the period                                46,463    87,306    46,463    87,306                            ----------------------------------------



NOTES


1. Basis of preparation

This interim report has been prepared in compliance with IAS 34.

The interim financial information set out herein has been prepared on the same
basis and using the same accounting policies as were applied in drawing up the
Group's statutory financial statements for the year ended 31 December 2012.

On 10 October 2013, Talvivaara announced that, as the market price of nickel had
declined by more than 20 per cent. since the first quarter of 2013 and as
Talvivaara's production had continued to be impacted by the prolonged effects of
excess water on older ore heaps, Talvivaara's liquidity position had weakened
more than anticipated.

The directors have concluded there exist a material uncertainty that casts
significant doubt upon the company's ability to continue as a going concern and
that, therefore, the company may be unable to realise its assets and discharge
its liabilities in the normal course of business. Talvivaara is currently in
advanced discussions with certain stakeholders concerning a financing solution
that would address Talvivaara's current liquidity needs. Although there can be
no assurance that such additional financing will be obtained, the relevant
parties are working towards a definitive agreement in an expeditious manner and
the directors have a reasonable expectation that the company has adequate
resources to continue in operational existence for the foreseeable future. For
these reasons, they continue to adopt the going concern basis of accounting in
preparing the interim financial statements.


 2. Property, plant and
 equipment

                            Machinery Construction      Land    Other
                                  and           in       and tangible
 (all amounts in EUR '000)  equipment     progress buildings   assets     Total
                           ----------------------------------------------------
 Gross carrying amount at
 1 Jan 13                     376,741      114,378   281,209  229,479 1,001,807

 Additions                        537       42,074         8        -    42,619

 Transfers                     11,403     (26,647)    11,389    3,855         -
-------------------------------------------------------------------------------
 Gross carrying amount at
 30 Sep 13                    388,681      129,805   292,606  233,334 1,044,426
                           ----------------------------------------------------
 Accumulated depreciation
 and
 impairment losses at 1 Jan
 13                            96,677            -    44,918   50,760   192,355

 Depreciation for the
 period                        23,509            -     9,546    6,455    39,510
-------------------------------------------------------------------------------
 Accumulated depreciation
 and
 impairment losses at 30
 Sep 13                       120,186            -    54,464   57,215   231,865
                           ----------------------------------------------------
 Carrying amount at 1 Jan
 13                           280,064      114,378   236,291  178,719   809,452
                           ----------------------------------------------------
 Carrying amount at 30 Sep
 13                           268,495      129,805   238,142  176,119   812,561
                           ----------------------------------------------------


 3. Trade receivables

 (all amounts in EUR '000)

                           30 Sep 13 31 Dec 12
                          --------------------
 Nickel-Cobalt sulphide       16,140    25,254

 Zinc sulphide                 5,370     6,912

 Copper sulphide                   -         8
                          --------------------
 Total trade receivables      21,510    32,174
                          --------------------

 4. Inventories

 (all amounts in EUR '000)

                               30 Sep 13 31 Dec 12
                              --------------------
 Raw materials and consumables    26,066    21,077

 Work in progress                315,791   272,775

 Finished products                 2,216     3,909
                              --------------------
 Total inventories               344,073   297,761
                              --------------------



 5. Borrowings

 (all amounts in EUR '000)

 Non-current                                 30 Sep 13 31 Dec 12
                                            --------------------
 Capital loans                                   1,405     1,405

 Investment and Working Capital loan            46,014    51,600

 Senior Unsecured Bonds due 2017               108,877   108,683

 Revolving Credit Facility                           -    69,451

 Senior Unsecured Convertible Bonds due 2015   232,623   225,875

 Finance lease liabilities                      18,704    30,748

 Other                                          14,283    18,266
                                            --------------------
                                               421,906   506,028
                                            --------------------
 Current

 Investment and Working Capital loan            11,430     6,430

 Senior Unsecured Convertible Bonds due 2013         -    75,805

 Revolving Credit Facility                      69,681         -

 Finance lease liabilities                       7,022    11,558
                                            --------------------
                                                88,133    93,793
                                            --------------------

                                            --------------------
 Total borrowings                              510,039   599,821
                                            --------------------


On 30 September 2013, Talvivaara had an outstanding revolving credit facility of
EUR  100 million with a carrying amount of EUR 70 million (the "Revolving Credit
Facility").   The  Revolving  Credit  Facility  was  subject  to  two  financial
covenants, one of which stated that at the end of each quarter of a fiscal year,
the  Group's liquidity (defined in the covenant  as the aggregate amount of cash
and  cash equivalents, and the available undrawn facility) shall exceed EUR 100
million.

Due  to the  weak nickel  price development  since early  2013 and the prolonged
effects  of excess water  on production levels,  Talvivaara's liquidity position
has  weakened more than anticipated.  As a result, the  Group was unable to meet
the  covenant  for  liquidity  at  the  end  of  the  third  quarter of 2013. As
Talvivaara  had not received  a waiver relating  to the breach  of the liquidity
covenant  by 30 September 2013, the outstanding loan amount of EUR 70 million is
presented as a current liability in accordance with IFRS.

On 30 October 2013 Talvivaara received a waiver from the lenders relating to the
breach  of  the  liquidity  covenant.  Simultaneously  the  terms, including the
financial  covenants  and  the  margin,  of  the  Revolving Credit Facility were
amended and the undrawn commitment of EUR 30 million was cancelled.


 6. Advance payments

 (all amounts in EUR '000)

 Non-current                    30 Sep 13 31 Dec 12
                               --------------------
 Deferred zinc sales revenue      217,173   219,385

 Deferred uranium sales revenue    53,928    46,462
                               --------------------
                                  271,101   265,847
                               --------------------
 Current

 Deferred zinc sales revenue       16,202     7,790

 Other                                  -        67
                               --------------------
                                   16,202     7,857
                               --------------------

                               --------------------
 Total advance payments           287,303   273,704
                               --------------------


 7. Provisions

                          Gypsum        Water
                            pond      balance     Environmental Mining
                         leakage   management       restoration    fee    Total
                        -------------------------------------------------------
 31 Dec 12                12,156        9,082             6,136    154   27,528
                        -------------------------------------------------------
 Charged/(credited) to
 the
 income statement:

 Additional provisions         -        3,965               595     23    4,583

 Unused amounts reversed   (579)            -                 -      -    (579)

 Unwinding of discount         -            -                13      -       13

 Used during the period  (7,802)      (7,076)                 -      - (14,878)
                        -------------------------------------------------------
 30 Sep 13                 3,775        5,971             6,744    177   16,667
                        -------------------------------------------------------
 The non-current and current portions of provisions
 are as follows:

                           30 Sep 13      31 Dec 12
                          --------------------------
 Non-current

 Gypsum pond leakage           3,775          5,000

 Environmental restoration     6,744          6,136

 Mining fee                      177            154
                          --------------------------
                              10,696         11,290

 Current

 Gypsum pond leakage               -          7,156

 Water balance management      5,971          9,082
                          --------------------------
                               5,971         16,238
                          --------------------------
 Total                        16,667         27,528
                          --------------------------



 8. Changes in the number of shares issued

                         Number
                           of
                         shares
             -----------------------------
 31 Dec 12                     272,309,640

 Rights issue                1,633,857,840
             -----------------------------
 30 Sep 13                   1,906,167,480
             -----------------------------


 9. Contingencies and commitments

 (all amounts in EUR '000)

 The future aggregate minimum lease payments under non-cancellable operating
 leases

                                          30 Sep 13                   31 Dec 12
                                         --------------------------------------
 Not later than 1 year                        1,770                       1,910

 Later than 1 year and not later than 5
 years                                          692                       1,036

 Later than 5 years                              39                          47
                                         --------------------------------------
                                              2,501                       2,993



Capital commitments
At 30 September 2013, the Group had capital commitments amounting to EUR 6.8
million (31 December 2012: EUR 15.1 million) principally relating to the
completion of the Talvivaara mine, improving the reliability and expansion of
production capacity. These commitments are for the acquisition of new property,
plant and equipment.


 Key financial figures of the Group

                                  Three     Three      Nine      Nine    Twelve
                              months to months to months to months to months to
                              30 Sep 13 30 Sep 12 30 Sep 13 30 Sep 12 31 Dec 12
                             --------------------------------------------------
 Net sales           EUR '000    24,351    44,787    64,969   117,254   142,948

 Operating profit
 (loss)              EUR '000  (29,227)   (4,280)  (73,073)  (26,581)  (83,588)

 Operating profit
 (loss) percentage             -120.0 %    -9.6 %  -112.5 %   -22.7 %   -58.5 %

 Profit (loss)
 before tax          EUR '000  (38,621)  (16,044) (106,819)  (58,522) (129,292)

 Profit (loss) for
 the period          EUR '000  (29,200)  (12,136)  (80,712)  (44,521) (103,911)

 Return on equity                -6.0 %    -3.3 %   -20.6 %   -12.9 %   -33.0 %

 Equity-to-assets
 ratio                           35.4 %    28.0 %    35.4 %    28.0 %    24.3 %

 Net interest-
 bearing debt        EUR '000   463,576   514,619   463,576   514,619   563,763

 Debt-to-equity
 ratio                           97.5 %   140.6 %    97.5 %   140.6 %   183.8 %

 Return on
 investment                      -2.0 %     0.0 %    -4.9 %    -1.2 %    -6.7 %

 Capital expenditure EUR '000    20,574    32,532    53,155    67,853    97,451

 Property, plant and
 equipment           EUR '000   812,561   793,437   812,561   793,437   809,452

 Borrowings          EUR '000   510,039   601,925   510,039   601,925   599,821

 Cash and cash
 equivalents at the
 end of the period   EUR '000    46,463    87,306    46,463    87,306    36,058



 Share-related key
 figures

                                  Three     Three      Nine      Nine    Twelve
                              months to months to months to months to months to
                              30 Sep 13 30 Sep 12 30 Sep 13 30 Sep 12 31 Dec 12
                             --------------------------------------------------
 Earnings per share       EUR    (0.02)    (0.05)    (0.07)    (0.16)    (0.38)

 Equity per share         EUR      0.36      1.34      0.36      1.34      1.11

 Development of
 share price at
 London Stock
 Exchange

 Average trading
 price(1)                 EUR      0.11      1.84      0.20      2.83      2.50

                          GBP      0.09      1.46      0.17      2.30      2.02

 Lowest trading
 price(1)                 EUR      0.08      1.50      0.08      1.50      1.03

                          GBP      0.07      1.22      0.07      1.22      0.83

 Highest trading
 price(1)                 EUR      0.15      2.16      1.33      4.42      4.43

                          GBP      0.13      1.76      1.14      3.59      3.59

 Trading price at
 the
 end of the
 period(2)                EUR      0.10      1.91      0.10      1.91      1.25

                          GBP      0.09      1.52      0.09      1.52      1.02

 Change during the
 period                         -30.2 %   -11.1 %   -91.5 %   -23.8 %   -48.8 %

 Price-earnings
 ratio                             neg.      neg.      neg.      neg.      neg.

 Market
 capitalization at
 the end of the
 period(3)           EUR '000   199,041   520,017   199,041   520,017   341,597

                     GBP '000   166,408   415,000   166,408   415,000   278,777

 Development in
 trading
 volume

                        1000
 Trading volume        shares   128,032    12,765   288,299    79,481   103,218

 In relation to
 weighted
 average number of
 shares                          10.1 %     4.8 %    22.7 %    30.1 %    38.7 %

 Development of
 share
 price at OMX
 Helsinki

 Average trading
 price                    EUR      0.11      1.82      0.18      2.73      2.31

 Lowest trading
 price                    EUR      0.08      1.55      0.08      1.55      1.08

 Highest trading
 price                    EUR      0.15      2.17      1.39      4.35      4.35

 Trading price at
 the end
 of the period            EUR      0.10      1.90      0.10      1.90      1.24

 Change during the
 period                         -27.3 %   -10.6 %   -91.6 %   -24.0 %   -50.2 %

 Price-earnings
 ratio                             neg.      neg.      neg.      neg.      neg.

 Market
 capitalization at
 the end of the
 period              EUR '000   198,241   516,027   198,241   516,027   338,209

 Development in
 trading volume

                        1000
 Trading volume        shares   607,287    32,199 1,253,296   147,094   209,565

 In relation to
 weighted
 average number of
 shares                          47.8 %    12.2 %    98.5 %    55.7 %    78.5 %

 Adjusted average             1,271,775   265,011 1,271,775   265,011  266,846,
 number of shares                   791       605       791       605       084

 Fully diluted
 average                      1,269,507   263,907 1,269,507   263,907   265,742
 number of shares                   791       605       791       605       084

 Number of shares
 at
 the end of the               1,906,167   272,309 1,906,167   272,309   272,309
 period                             480       640       480       640       640



(1.) Trading price is calculated on the average of EUR/GBP exchange rates
published by the European Central Bank during the period.
2. Trading price is calculated on the EUR/GBP exchange rate published by the
European Central Bank at the end of the period.
3. Market capitalization is calculated on the EUR/GBP exchange rate published by
the European Central Bank at the end of the period.


 Employee-related
 key figures

                                  Three     Three      Nine      Nine    Twelve
                              months to months to months to months to months to
                              30 Sep 13 30 Sep 12 30 Sep 13 30 Sep 12 31 Dec 12
                             --------------------------------------------------
 Wages and salaries  EUR '000     6,283     4,824    19,070    17,098    23,080

 Average number of
 employees                          636       577       617       536       547

 Number of employees
 at the end of the
 period                             584       551       584       551       588



 Other figures

                                 Three     Three       Nine      Nine    Twelve
                             months to months to  months to months to months to
                             30 Sep 13 30 Sep 12  30 Sep 13 30 Sep 12 31 Dec 12
                           ----------------------------------------------------
 Share options outstanding
 at
 the end of the period      25,721,500 4,611,337 25,721,500 4,611,337 5,958,837

 Number of shares to be
 issued
 against the outstanding
 share options              25,721,500 4,611,337 25,721,500 4,611,337 5,958,837

 Rights to vote of shares
 to be issued
 against the outstanding
 share options                   1.3 %     1.7 %      1.3 %     1.7 %     2.1 %



 Talvivaara Mining Company Plc

 Key financial figures of the Group

 Return on equity          Profit (loss) for the period
                          -----------------------------------------------------
                           (Total equity at the beginning of period + Total
                           equity at the end of period)/2



 Equity-to-assets ratio    Total equity
                          -----------------------------------------------------
                           Total assets



 Net interest-bearing debt Interest-bearing debt - Cash and cash equivalent



 Debt-to-equity ratio      Net interest-bearing debt
                          -----------------------------------------------------
                           Total equity



 Return on investment      Profit (loss) for the period + Finance cost
                          -----------------------------------------------------
                           (Total equity at the beginning of period + Total
                           equity at the end of period)/2 +
                           (Borrowings at the beginning of period + Borrowings
                           at the end of period)/2



 Share-related key figures



                           Profit (loss) attributable to equity holders of the
 Earnings per share        Company
                          -----------------------------------------------------
                           Adjusted average number of shares



 Equity per share          Equity attributable to equity holders of the Company
                          -----------------------------------------------------
                           Adjusted average number of shares



 Price-earnings ratio      Trading price at the end of the period
                          -----------------------------------------------------
                           Earnings per share



                           Number of shares at the end of the period * trading
 Market capitalization     price at
 at the end of the period  the end of the period




[HUG#1741370]